The Watcher in the Woods

Disney's "The Watcher in the Woods" managed to scare the hell out of a generation...
June 14, 2006

Disney has always been associated with sweetness and starlight and wholesome family entertainment. But in the 1970s, the studio began a decline in ticket sales that lasted through to the late-'80s. Although they did churn out a handful of films that are now considered Disney classics (THE RESCUERS, THE FOX & THE HOUND, FREAKY FRIDAY), they made many more that have become cult-classics which, for a time, Disney basically disowned. These included sci-fi films THE BLACK HOLE, TRON, and FLIGHT OF THE NAVIGATOR, the goofball comedies MIDNIGHT MADNESS (which was released without the Disney name attached) and CONDORMAN, the ambitious and songless RETURN TO OZ, and two very dark, eerie films: SOMETHING WICKED THIS WAY COMES and THE WATCHER IN THE WOODS.

WATCHER stands out from the pack because it's not only easily the creepiest film Disney ever released, but it's the only one of the aforementioned that they never completely disowned -- for nearly 20 years it was a staple of their October Halloween programming on The Disney Channel. However, Disney has continually mishandled the film and the infamous lost/alternate sequences right up 'til today (but more on that later). As time has ushered in a new era of films, it's almost hard to comprehend why this little film, which is tame by today's standards, managed to scare the hell out of so many kids -- though that's probably what's made it so beloved.

During one of its brief theatrical releases, WATCHER ran with a disclaimer that stated it was not for small children, but no such disclaimer appeared on the original video release (in the traditional clamshell box under the Disney logo) nor was it presented on TV airings. However, on the most recent DVD, which was released by Disney, this disclaimer has been tacked on before the credits. This film still manages to come up in conversation with people my age, usually prefaced by something like, "It was a Disney film, so my parents got it, not realizing it was so scary!"

Based on a novel by Florence Engel Randall and directed by John Hough (ESCAPE TO and RETURN FROM WITCH MOUNTAIN, two of Disney's most successful '70s films), THE WATCHER IN THE WOODS tells the story of a family who moves to an isolated home on the edge of the woods owned by creepy Mrs. Aylwood (Bette Davis, in one of her last great screen roles). From the opening sequence, which is reminiscent of the stalking-through-the-woods scenes in the original FRIDAY THE 13TH (and underscored with a macabre music box melody), it's clear that this isn't your normal Disney fare. It's soon revealed that Aylwood's 15 year-old daughter Karen went missing three decades prior, and that the Curtis family was only allowed to take up residence because their daughter, Jan (Lynn Holly Johnson, ICE CASTLES) bears such a strong resemblance to Aylwood's daughter.

Jan quickly finds strange goings-on in her new home. From the start, she feels that there's a presence in the woods that's watching her. She keeps catching glimpses of a blindfolded girl, voicelessly crying out for help, reflected in window panes and mirrors just before they crack into a triangular shape. In one of the film's eeriest scenes, this happens as Jan stands before a mirror that casts no reflection of herself -- and it's kicked up a notch when it happens later in a multi-mirror funhouse. But Jan's not the only one tuned into the strange occurances... Jan's baby sister Ellie (Kyle Richards, HALLOWEEN, THE CAR) seems to unknowingly be tuned into the same frequency as the entity in the woods. Ellie's hearing whispers that she assumes are her sister, she falls into trances and names her new puppy Nerak ("Karen" spelled backwards).

As the story unfolds, we discover that during an eclipse, Karen Aylwood was initiated into a club with her peers in an abandoned chapel. The ceremony, however, was abruptly interrupted when a burst of light filled the chapel and Karen mysteriously vanished. Turns out that Karen was whisked away to an alien world and an alien being switched places with her, so it's up to Jan to recreate the ceremony to get Karen back.

The novel and the film start out nearly identically. Somewhere along the way, however, they each begin set off on their own course. Here's some of the things that are different about the novel:

Instead of taking place in England, the novel is set in fictional Bywater, Massachusetts. Mrs. Aylwood is barely present throughout the book. Instead of residing in a cottage on the property, Aylwood moves off to a retirement home, and returns at the very end. The glass does not break into triangles, instead it breaks into "X"'s. Ellie becomes aware of the fact that the Watcher is using her to communicate, and at one point, she becomes an automatic writer of the Watcher's messages ("mirror writing" words, of course) -- and the whole family ultimately comes to believe in The Watcher. The most different aspect of the novel has to be the ending, which was far more ambiguous than any of the endings of the film. The "circle of friendship" exists in the book, but there was no initiation ceremony with Karen's friends -- instead it is Jan, Ellie and Mrs. Aylwood who form the circle, and the portal to the other world was literally a doorway in a tree-trunk. So as not to spoil it for anyone who wants to read it, I'll just say that Karen and the Watcher do not exactly return to their respective homes in the book...

Back to the film, it's a combination of some really spooky visuals, a haunting score (it'd be a totally different film without this music) and a weird premise that's made the film endure for so many years. Although the phantom Watcher is revealed to be an alien, it's downplayed in the version that most people have seen, leaving the feeling that it's a supernatural entity. During the film's initial release, however, it was a little more clear that The Watcher was an alien -- it appeared on-screen.
The Watcher itself.

Perhaps more legendary than the vast number of kids who had nightmares as a result of this film is the infamous lost ending. The film was screened for one week in April of 1980, then pulled from circulation, and released again (with a totally different beginning and ending) a year later. Two alternate versions of the ending have been on DVD since 2002 (neither of these are quite what was screened in 1980), though the initial opening credits prologue hasn't been seen since the film's original theatrical release...

The little-known original opening featured a girl in the woods playing with a doll. The Watcher sneaks up behind and scares the girl, she drops the doll and runs away. The doll flies into the air, is struck by a blue streak of light and bursts into flames. The main titles play out over the melting doll's face. After the film's initial screenings, this sequence was scrapped and new footage was filmed -- as it appears today -- of the roving camera through the woods. The original footage still exists, though an overzealous Disney worker wouldn't let it appear on the DVD because it seemed very un-Disney-like. Additionally, there was a few minutes of extra footage that hasn't resurfaced (including one scene where Carol Baker Hall hauls off and slaps Lynn Holly Johnson -- which was more powerful than the scene as it exists now, where Hall just shakes her).

The problems with the original ending were that it wasn't quite clear what had happened to Karen. "The Watcher" itself was a giant alien puppet, which swept Jan away to its world, where she released Karen from suspended animation in a triangular prism (which directly corresponds with the breaking mirrors). Unfortunately, "the other world sequence" was omitted from the release which was rushed to coincide with Bette Davis's 50th anniversary on film. Because this sequence was omitted, the critics, who were into the film up until this point, were confused about exactly what had happened. As it played out, Jan merely vanished and reappeared a few moments later with Karen at her side.

Despite rumours that the puppet Watcher was "laughed off of the screen" (an off-the-cuff comment made by the director which was taken too literally), the problems with the end had less to do with the Watcher itself, and more to do with the omission of the Other World Sequence. Although the Watcher has a little too much screen time in the DVD prints, it's still quite menacing -- and it originally emitted a nasty growl that's missing from the DVD versions. Director Hough had moved on to another project and left the film's special effects in the care of Disney -- which he later admitted was a mistake. Against better judgement, the film was rushed into theatres two weeks earlier than intended, meaning that they had to drop the Other World Sequence since the special effects were not yet completed. Blame was placed upon the wrong people, and the film was pulled from circulation for a complete year.

Instead of finishing the incomplete effects, they opted to shoot an entirely new ending. In this new ending, Ellie becomes possessed by the Watcher to convey the plot points which were lost with the omission of the Other World sequence. Although they did a good job matching the style, John Hough did not direct this sequence, nor did he direct the new opening footage that replaced the burning doll. More footage was trimmed that built character and story (some of which appears in the deleted scenes on the DVD) and the once-108 minute film was released in to theatres in an 83 minute version. Although the "pillar of light" ending, as it's come to be known, more clearly defines the plot, it doesn't give much closure to the story, and the loss of several of the original scenes is tragic. Critics were generally kinder to this cut, but it failed to find an audience and this version quickly wound up on video -- where many children first began to discover it. Oddly, a scene from the original ending wound up in the infamous "Walt Disney and You" promo that was on all of Disney's early video releases, though the scene (of the mother pleading, "What did you see?") has never been released on videotape in its entirety.

But that's still not the end of this epic story...

In the '90s, Anchor Bay Entertainment licenced the rights to release several of the aforementioned films on VHS/DVD. Among their acquisitions was WATCHER, which they'd planned to release in a 2-disc set containing a tweaked director's cut of the version that was screened in 1980. For laughable reasons that I won't go into here (check out Scott Michael Bosco's "The Mystery of the Mystery" article at for more), Disney wouldn't allow Anchor Bay access to the original cut -- which still exists. When Anchor Bay's license on the film ran out and the rights reverted back to Disney, director Hough made a second offer to fly to the states on his own dime to assemble a director's cut free of charge, but the house of mouse declined his offer, repackaged the film and it's extras (sans some of the features on the Anchor Bay release) and marketed an inferior DVD release of WATCHER.

There are many stories concerning on-set tension and several people who've attempted to sanitize the film, merely because it bears the Disney name. From all accounts, these are true. But as a result of a unique script, a stellar team both on-camera and off, a gorgeous production design and Hough's expert direction, the film's managed to rise above the many obstacles thrown in its path to find an audience who appreciate it.

The alternate version lies in wait for the time that either the people at Disney wisen up (ha, ha!) or enough fans bug them to see this lost print that they're finally forced to release it (The Walt Disney Company 500 S. Buena Vista Street Burbank, CA 91521 or Here's hoping that the original version finds it's way to DVD by the 30th anniversary...

Special thanks to Scott Michael Bosco and his website, The Digital Cinema (, without which, much of this information would not be available.
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